Surviving Intercompany Agreements definition
Examples of Surviving Intercompany Agreements in a sentence
TKO hereby covenants and agrees that, other than claims under this Agreement, Surviving Intercompany Agreements, or any Ancillary Agreement, it shall not, and it shall cause the other TKO Releasing Parties not to, institute any Action in any way under, in connection with or in any manner related to the TKO Waived Matters (whether at law or in equity or based on contract, tort, statute or otherwise) against any EDR Related Party.
The Surviving Intercompany Agreements were entered into on arms-length terms in the Ordinary Course of Business.
Sellers shall, and shall cause their Affiliates to, take such actions as may be necessary to terminate or commute, prior to or concurrently with the Closing, all Intercompany Agreements such that, following the Closing, the Transferred Companies shall not have any further Liability under such Intercompany Agreements; provided, however, that this Section 5.7(a) shall not apply to the Surviving Intercompany Agreements.
The EDR Parties hereby covenant and agree that, other than claims under this Agreement, Surviving Intercompany Agreements, or any Ancillary Agreement, it shall not, and it shall cause the other EDR Releasing Parties not to, institute any Action in any way under, in connection with or in any manner related to the EDR Waived Matters (whether at law or in equity or based on contract, tort, statute or otherwise) against any of the TKO Parties or their Affiliates.
If any Intercompany Obligations (other than Intercomapny Obligations arising under Surviving Intercompany Agreements) are not settled prior to the Closing (such obligations, the “Unsettled Intercompany Obligations”), the Targets and Sellers will settle such Unsettled Intercompany Obligations as soon as reasonably practicable after Closing.